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2021 New Hampshire Revised Statutes
Title XXVII - Corporations, Associations, and Proprietors of Common Lands
Title 293-A - New Hampshire Business Corporation Act
Section 293-A:8.61 - Judicial Action.
Universal Citation:
NH Rev Stat § 293-A:8.61 (2021)
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293-A:8.61 Judicial Action. –
(a) A transaction effected or proposed to be effected by the corporation (or by an entity controlled by the corporation) may not be the subject of equitable relief, or give rise to an award of damages or other sanctions against a director of the corporation, in a proceeding by a shareholder or by or in the right of the corporation, on the ground that the director has an interest respecting the transaction, if it is not a director's conflicting interest transaction.
(b) A director's conflicting interest transaction may not be the subject of equitable relief, or give rise to an award of damages or other sanctions against a director of the corporation, in a proceeding by a shareholder or by or in the right of the corporation, on the ground that the director has an interest respecting the transaction, if:
(1) directors' action respecting the transaction was taken in compliance with RSA 293-A:8.62 at any time; or
(2) shareholders' action respecting the transaction was taken in compliance with RSA 293-A:8.63 at any time; or
(3) the transaction, judged according to the circumstances at the relevant time, is established to have been fair to the corporation.
(a) A transaction effected or proposed to be effected by the corporation (or by an entity controlled by the corporation) may not be the subject of equitable relief, or give rise to an award of damages or other sanctions against a director of the corporation, in a proceeding by a shareholder or by or in the right of the corporation, on the ground that the director has an interest respecting the transaction, if it is not a director's conflicting interest transaction.
(b) A director's conflicting interest transaction may not be the subject of equitable relief, or give rise to an award of damages or other sanctions against a director of the corporation, in a proceeding by a shareholder or by or in the right of the corporation, on the ground that the director has an interest respecting the transaction, if:
(1) directors' action respecting the transaction was taken in compliance with RSA 293-A:8.62 at any time; or
(2) shareholders' action respecting the transaction was taken in compliance with RSA 293-A:8.63 at any time; or
(3) the transaction, judged according to the circumstances at the relevant time, is established to have been fair to the corporation.
Source. 2013, 142:1, eff. Jan. 1, 2014.
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